Wendy's Co — Director's Dealing 2008

Oct 1, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WENDY'S/ARBY'S GROUP, INC. (WEN)
CIK: 0000030697
Period of Report: 2008-09-29

Reporting Person: SCHWAB II DAVID E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-09-29	Class A Common Stock	A	1378	$5.44	Acquired	75553	Direct

Footnotes

F1: Shares were issued pursuant to the Company's Amended and Restated 2002 Equity Participation Plan (the "Plan") in lieu of Board of Directors retainer fee that would otherwise be payable in cash. In accordance with the Plan, the price is the average of the closing price per share on the 20 consecutive trading days immediately preceding the date on which the retainer fee would otherwise be payable.

F2: Reflects the conversion of 39,950 Class B shares to Class A shares in connection with the closing of the merger with Wendy's International, Inc. on September 29, 2008.